As filed with the Securities and Exchange Commission on March 14, 1997
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Act of 1933
Date of Report (Date of earliest event reported) March 14, 1997
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SUBURBAN LODGES OF AMERICA, INC.
(Exact name of Registrant as specified in its charter)
Georgia 0-28108 58-1781184
(State or other (Commission File (I.R.S.
jurisdiction of Number) Employer
incorporation) Identification
Number)
1000 Parkwood Circle
Suite 850
Atlanta, Georgia 30339
(770) 951-9511
(Address, including zip code, and telephone number,
including area code, of registrant's principal
executive offices)
Not Applicable
(Former name or former address, if changed since last report)
Item 1. Acquisitions or Dispositions of Assets.
On February 28, 1997, the Company acquired four existing
Suburban Lodge Hotels from Lodge Partners I Limited Partnership,
Lodge Partners II Limited Partnership, Lodge Partners III Limited
Partnership and Lodge Partners IV Limited Partnership (the
"Selling Partnerships"), each of which was a Suburban Lodge
franchisee. The aggregate purchase price was $23,000,000,
including the assumption of mortgage and construction
indebtedness. The acquisition was pursuant to a Purchase and
Sale Agreement entered into on February 3, 1997, which contains
customary representations, warranties, indemnities and non-
compete agreements from the sellers and their partners.
The Company paid the purchase price for these properties
by paying off the existing mortgage and construction indebtedness
on the properties in cash and by delivering approximately 556,000
shares to the partners of the Selling Partnerships and 46,000
shares to an escrow agent for purposes of partially securing the
sellers' indemnity obligations. The escrow fund expires six
months after the closing of the transaction. In connection with
the transaction, the Company has granted the sellers both demand
and incidental registration rights. The demand registration
rights may be exercised at any time after June 30, 1997. The
four facilities are all located within the metropolitan Atlanta
area and all of them are open and operating.
Item 2. Financial Statements and Exhibits.
(a) Financial statements of businesses acquired.
The financial statements of the businesses acquired
shall be filed by amendment not later than sixty days
after the date that the initial report on Form 8-K with
respect to this transaction must be filed.
(b) Pro forma financial information.
The pro forma financial information required by this
item shall be filed by amendment not later than sixty
days after the date that the initial report on Form 8-K
with respect to this transaction must be filed.
(c) Exhibits.
10.18 Purchase and Sale Agreement dated February 3,
1997, among the Registrant, Suburban Holdings LP
and the Selling Partnerships.
10.19 Registration Rights Agreement dated February 28,
1997, among the Company and four shareholders.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.
By: /s/ Dan J. Berman
Name: Dan J. Berman
Title: Vice President - Franchising
Date: March 14, 1997
Exhibit Index
Exhibit Description
No.
10.18 Purchase and Sale Agreement dated February 3, 1997,
among the Registrant, Suburban Holdings LP and the
Selling Partnerships.
10.19 Registration Rights Agreement dated February 28,
1997, among the Company and four shareholders.